American Healthcare REIT 提交 8-K 報告，披露 2026 年 6 月 24 日舉行的股東週年大會投票結果。三項提案全部獲得通過。

8-K
 
 
 
 0001632970false00016329702026-06-242026-06-24

 

  
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 
 
 
 

 
 Date of Report (Date of earliest event reported): June 24, 2026

 

  
 
American Healthcare REIT, Inc.
(Exact name of Registrant as Specified in Its Charter)
 
 

 
 
 
 
 
 
 
 

 
 Maryland

 001-41951

 47-2887436

 

 
 (State or Other Jurisdiction
of Incorporation)

 (Commission File Number)

 (IRS Employer
Identification No.)

 

 
  

  

  

  

  

 

 
 18191 Von Karman Avenue, Suite 300

  

 

 
 Irvine, California

  

 92612

 

 
 (Address of Principal Executive Offices)

  

 (Zip Code)

 

  

 
 
 
 

 
 Registrant’s Telephone Number, Including Area Code: 949 270-9200

 

  

 
 
 
 

 
 Not Applicable

 

 (Former Name or Former Address, if Changed Since Last Report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: 
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:

 
 
 
 
 
 
 
 

 
 
Title of each class

  

 Trading
Symbol(s)

  

 
Name of each exchange on which registered

 

 
 Common Stock, $0.01 par value per share

  

 AHR

  

 New York Stock Exchange

 

 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). 
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 

 

 
 

 Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 24, 2026, we held our 2026 Annual Meeting of Stockholders. At the meeting, our stockholders voted on the following three proposals: (i) to consider and vote upon the election of nine directors, each to hold office for a one-year term expiring at the 2027 Annual Meeting of Stockholders and until his or her successor is duly elected and qualifies; (ii) to consider and vote upon the ratification of the appointment of Deloitte & Touche LLP, or Deloitte & Touche, as our independent registered public accounting firm for the year ending December 31, 2026; and (iii) to approve, on an advisory (non-binding) basis, the compensation paid to our named executive officers for the year ended December 31, 2025. The three proposals are described in detail in our definitive proxy statement, dated April 9, 2026, as filed with the United States Securities and Exchange Commission on Schedule 14A on April 9, 2026.
 
The votes with respect to each of the proposals are set forth below.

Proposal 1. To consider and vote upon the election of nine directors, each to hold office for a one-year term expiring at the 2027 Annual Meeting of Stockholders and until his or her successor is duly elected and qualifies:

 
 
 
 
 
 
 

 
 Nominee

 Shares For

 Shares Withheld

 Broker Non-Votes

 

 
  

  

  

  

 

 
 Jeffrey T. Hanson

 150,602,098

 6,878,465

 16,097,079

 

 
 Danny Prosky

 156,485,882

 994,681

 16,097,079

 

 
 Mathieu B. Streiff

 99,168,560

 58,312,003

 16,097,079

 

 
 Scott A. Estes

 156,000,737

 1,479,826

 16,097,079

 

 
 Brian J. Flornes

 131,491,865

 25,988,698

 16,097,079

 

 
 Dianne Hurley

 155,666,956

 1,813,607

 16,097,079

 

 
 Marvin R. O'Quinn

 156,630,288

 850,275

 16,097,079

 

 
 Valerie Richardson

 148,465,492

 9,015,071

 16,097,079

 

 
 Wilbur H. Smith III

 147,262,301

 10,218,262

 16,097,079

 

  
The nine above-referenced nominees therefore were elected as our directors by the requisite vote of our stockholders necessary for approval.
 
Proposal 2. To consider and vote upon the ratification of the appointment of Deloitte & Touche as our independent registered public accounting firm for the year ending December 31, 2026:
 

 
 
 
 
 
 

 
 Shares For

 Shares Against

 Shares Abstained

 

 
  

  

  

 

 
 172,002,161

 1,383,331

 192,150

 

 
 
Proposal 3. To approve, on an advisory (non-binding) basis, the compensation paid to our named executive officers for the year ended December 31, 2025:
 

 
 
 
 
 
 
 

 
 Shares For

 Shares Against

 Shares Abstained

 Broker Non-Votes

 

 
  

  

  

  

 

 
 152,134,858

 5,019,014

 326,691

 16,097,079

 

  
The compensation of our named executive officers therefore was approved by the requisite vote of our stockholders, on an advisory basis.
 
No other proposals were submitted to a vote of our stockholders at the annual meeting.
 

 

 
 

 SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
 
 
 
 
 

 
  

  

  

 American Healthcare REIT, Inc.

 

 
  

  

  

  

 

 
 Date:

 June 25, 2026

 By: 

 /s/ Jeffrey T. Hanson

 

 
  

  

  

 Name: Jeffrey T. Hanson
Title: Interim Chief Executive Officer and President